INVESCO Diversified Funds, Inc.
INVESCO Small Company Value Fund
(formerly, INVESCO Small Company Fund)
Supplement to Prospectus dated December 1, 1996
A. The Section of the above Fund's Prospectus entitled "The Fund
And Its Management" is amended to delete the first paragraph
in its entirety.
B. The Section of the above Fund's Prospectus entitled "The Fund And Its
Management" is amended to (1) delete the fourth paragraph, and (2)
substitute the following paragraph in its place:
INVESCO is an indirect wholly owned subsidiary of AMVESCO PLC.
AMVESCO PLC is a publicly-traded holding company that, through its
subsidiaries, engages in the business of investment management on an
international basis. INVESCO PLC changed its name to AMVESCO PLC on March
3, 1997, as part of a merger between a direct subsidiary of INVESCO PLC
and A I M Management Group Inc., thus creating one of the largest
independent investment management businesses in the world. Subject to
obtaining shareholder approval at its regular Annual Shareholder Meeting,
the board of directors of AMVESCO PLC has concluded that the corporate
name should be changed to AMVESCAP PLC effective May 8, 1997. INVESCO and
INVESCO Management and Research, Inc. will continue to operate under their
existing names. AMVESCO has approximately $165 billion in assets under
management. INVESCO was established in 1932 and, as of July 31, 1996,
managed 14 mutual funds, consisting of 39 separate portfolios, with
combined assets of approximately $12.2 billion on behalf of over 821,000
shareholders.
C. The Section of the above Fund's Prospectus entitled "The Fund And Its
Management" is amended to delete the second sentence of the fifth
paragraph of this section, and substitute for the deleted sentence the
following new sentence:
INVESCO Management, formerly Gardener and Preston Moss, Inc., also
is an indirect, wholly-owned subsidiary of AMVESCO PLC, and provides
investment services to U.S. institutions and wealthy individuals.
The date of this Supplement is March 31, 1997.
<PAGE>
INVESCO Diversified Funds, Inc.
INVESCO Small Company Value Fund
(formerly, INVESCO Small Company Fund)
Supplement to Statement of Additional Information
dated December 1, 1996
The Section of the above Fund's Statement of Additional Information entitled
"The Fund And Its Management" is amended to (1) delete the fourth and fifth
paragraphs and (2) substitute the following new paragraphs in their place:
INVESCO is an indirect wholly owned subsidiary of AMVESCO PLC, a
publicly-traded holding company that, through its subsidiaries engages in
the business of investment management on an international basis. INVESCO
PLC changed its name to AMVESCO PLC on March 3, 1997 as part of a merger
between a direct subsidiary of INVESCO PLC and A I M Management Group
Inc., thus creating one of the largest independent investment management
businesses in the world with approximately $165 billion in assets under
management. Subject to obtaining shareholder approval at its regular
Annual Shareholder Meeting, the board of directors of AMVESCO PLC has
concluded that the corporate name should be changed to AMVESCAP PLC
effective May 8, 1997. INVESCO was established in 1932 and as of July 31,
1996, managed 14 mutual funds, consisting of 39 separate portfolios, on
behalf of over 821,000 shareholders. AMVESCO PLC's other North American
subsidiaries include the following:
--INVESCO Capital Management, Inc. of Atlanta, Georgia,
manages institutional investment portfolios, consisting
primarily of discretionary employee benefit plans for
corporations and state and local governments, and endowment
funds. INVESCO Capital Management, Inc. is the sole
shareholder of INVESCO Services, Inc., a registered broker-
dealer whose primary business is the distribution of shares of
two registered investment companies.
--INVESCO Management & Research, Inc. of Boston,
Massachusetts, primarily manages pension and endowment
accounts.
--PRIMCO Capital Management, Inc. of Louisville,
Kentucky, specializes in managing stable return investments,
principally on behalf of Section 401(k) retirement plans.
--INVESCO Realty Advisors of Dallas, Texas, is
responsible for providing advisory services in the U.S. real
estate markets for AMVESCO PLC's clients worldwide. Clients
include corporate pension plans and public pension funds as
well as endowment and foundation accounts.
<PAGE>
--A I M Advisors, Inc. of Houston, Texas provides
investment advisory and administrative services for retail and
institutional mutual funds.
--A I M Capital Management, Inc. of Houston, Texas provides
investment advisory services to individuals, corporations, pension plans
and other private investment advisory accounts and also serves as a
sub-advisor to certain retail and institutional mutual funds, one Canadian
mutual fund and one portfolio of an open-end registered investment company
that is offered to separate accounts of variable insurance companies.
--A I M Distributors, Inc. and Fund Management Company
of Houston, Texas are registered broker-dealers that act as
the principal underwriters for retail and institutional mutual
funds.
The corporate headquarters of AMVESCO PLC are located at 11
Devonshire Square, London, EC2M 4YR, England.
This supplement is dated March 31, 1997.